Somewhere between closing your Series A and your first £3M ARR, the question of formalising external advice gets asked.
The two answers usually under discussion: an Advisor (informal, equity-only, light commitment) or a Non-Executive Director (formal, equity plus cash, sits on the board, structured engagement). The choice matters more than founders realise — and the right answer depends on what you actually need help with, what stage you're at, and how willing you are to do the work of running the relationship.
This guide is about the difference between an Advisor and a NED, when each is right, what to pay them, and how to make the relationship actually useful — not the polite, drift-into-irrelevance shape most early advisor relationships end up in.
The Difference Between an Advisor and a NED
Different roles, despite vague language. Choose the formal structure that matches the actual engagement.
Advisors and NEDs occupy different roles, despite the vague language used around both.
An Advisor is informal. They don't sit on your board. They have no fiduciary duty. They give you advice when asked. The engagement is typically light — quarterly conversations, ad-hoc calls when you need them. Equity-only compensation, usually 0.1–0.5% over 2–3 years. Useful at earlier stages or for specific functional expertise (sales, marketing, product, regulatory).
A Non-Executive Director (NED) is formal. They sit on your board. They have fiduciary duty to the company. They attend board meetings (typically quarterly), prepare in advance, ask questions, vote on resolutions. Cash plus equity compensation, usually 0.25–0.75% over 3–4 years plus £15–30k cash. Useful from Series A onward when you need a structured external voice in formal governance.
The most common mess is the Advisor who quietly becomes a quasi-NED — invited to board meetings, expected to weigh in on big decisions, but never formally onboarded or properly compensated. The relationship gets resentful. Better to choose the formal structure that matches the actual engagement: Advisor for light/specific input, NED for structured governance involvement.
When Each Role Is Right
Advisor for light/specific functional input. NED for structured governance involvement and a balanced board.
When does each role make sense for a scale-up founder?
An Advisor is the right answer when:
- You need specific functional expertise you don't have on the team (e.g., a senior salesperson advising on enterprise sales motion).
- The engagement is genuinely going to be light — quarterly conversations, occasional 30-minute calls.
- You're earlier in the journey (pre-Series A, often pre-PMF) and don't yet need formal governance.
- You want access to someone's network for specific intros, not their ongoing strategic involvement.
A NED is the right answer when:
- You've raised Series A or are about to, and need to balance investor voices on the board with operating voices.
- You want someone in the room for the real strategic decisions (hiring exec roles, pricing, capital strategy, exit considerations).
- You're willing to do the work of running the relationship — pre-reads, monthly 1:1s, real engagement.
- You're heading toward Series B and want governance to look serious when investors do diligence.
Profile of a Useful First NED or Advisor
Operating experience 6–24 months ahead, sector adjacency without conflict, board-table track record, time bandwidth, personal chemistry.
Profile of a useful first NED or Advisor at Series A scale.
Operating experience 6–24 months ahead of you. The most useful advisors and NEDs have direct experience of the company stage you're about to enter. A founder who exited at £100M ten years ago isn't as useful as one who scaled to £20M in the last 18 months.
Sector adjacency without direct competitive conflict. Direct competitors are usually a no. Adjacent operators (similar model, different market) are usually a yes. Wider sector experience matters less than you'd expect; what you want is the operator pattern recognition.
Track record of being useful at the board table. Some experienced operators are surprisingly poor at board work — too quiet, too aggressive, too transactional. Ask the founder reference: "What's it actually like having them in the meeting?"
Time bandwidth. Most useful NEDs and Advisors sit on 2–4 boards or advisorships maximum. If someone has eight active commitments, they probably can't give yours real attention.
Personal chemistry. You'll be having difficult conversations with this person. The relationship needs to support honesty in both directions. If you'd dread the monthly 1:1, the chemistry isn't right.
Best NED I've worked with had scaled a B2B SaaS to £25M four years ahead of where I was. Wasn't famous. Wasn't on twelve boards. Was deeply available for 60 minutes a month and present in every board meeting. That model — close, recent, available — beats the prestige hire every time.
— Founder, post-Series A, ~£4M ARR
Where to Find Them
Investor networks, founder peer networks (typically best), professional NED networks, matchmaking platforms, operating networks.
How to find your first NED or Advisor. The market is opaque enough that this matters.
Through your investor. Lead investors typically have a network of NEDs they recommend. Useful as a starting point, but be aware these candidates often share your investor's worldview — which is precisely the perspective your board may already be over-indexed on.
Through your founder peer network. The single best source for most founders. Other founders 6–24 months ahead of you have NEDs they could recommend (often themselves or their NEDs). Helm member networks consistently surface high-quality candidates through warm referrals.
Through professional NED networks. NED@CEO Group, Criticaleye, and others. These are useful but tend to skew toward senior corporate operators who may not be calibrated to scale-up reality. Filter carefully.
Through founder-NED matchmaking platforms. Several exist now. Useful as supplementary sourcing; not enough alone.
Through your operating network. Senior people you've worked with who now have NED capacity. Often the strongest matches because the chemistry is already known.
Make a clear ask
When sourcing, write a one-paragraph brief: stage, sector, the gap the role is filling, the time commitment, the compensation. Specific asks generate specific intros.
Run a proper process
5–8 candidates ideally. Two-stage interview: 60 min on fit, 60 min on a substantive strategic question. Don't hire after one good conversation — chemistry can mislead at first.
Reference relentlessly
Three calls minimum with founders they've previously worked with. Specific question: 'What did they actually do that mattered? Where did they fall short?' Get past the LinkedIn endorsement language.
What to Pay Them
Advisor: 0.1–0.5% equity, typically no cash. NED: 0.25–0.75% equity plus £15–30k cash at Series A scale.
What to actually pay an Advisor or NED at Series A scale in the UK in 2026.
Advisor compensation:
- Equity: 0.1–0.5% over 2–3 year vest, depending on involvement and seniority.
- Cash: usually none, occasionally a small honorarium (£500–£1,000) per substantive engagement.
- Engagement: quarterly 60-minute call minimum, plus ad-hoc availability for specific questions. Often 1–4 hours a month total.
NED compensation:
- Equity: 0.25–0.75% over 3–4 year vest, depending on involvement, sector and seniority. Some experienced NEDs at scale-up stage will take 1%+ if the equity story is compelling.
- Cash: typically £15,000–£30,000 annually at Series A scale. Higher (£30k–£60k+) for more involved or more senior NEDs, particularly at Series B+ or in regulated sectors.
- Engagement: quarterly board meetings (3–4 hours each, plus prep), monthly 1:1 with the founder, ad-hoc availability for specific situations. Typically 4–6 days per year minimum.
Cash compensation isn't optional for NEDs at scale-up stage — it's the signal that this is a real commitment. Equity-only NED arrangements drift quickly. The cash component, even modest, creates the right expectation on both sides. Founders who try to save by going equity-only usually pay later in NED disengagement.
How to Make the Relationship Actually Useful
Set engagement model explicitly. Bring real problems. Invest outside meetings. Tell them when they're not useful. Evaluate annually.
How to make the relationship actually useful — and not the polite, drift-into-irrelevance shape most early Advisor and NED relationships end up in.
Set the engagement model explicitly. "We'll have a monthly 60-minute 1:1. I'll send you the board pack 72 hours before each meeting. I'll text you when something is genuinely urgent." Documented in writing. The clarity protects both sides.
Bring real problems, not status updates. The relationship adds value when the conversations are substantive. If you find yourself updating them on what's going well, you're underusing the relationship.
Invest in the relationship outside the formal meetings. 70% of an Advisor or NED's value happens between meetings. Monthly 1:1s, ad-hoc calls, intros, candid texts. Founders who don't invest in this waste most of the value.
Tell them when they're not useful. Counter-intuitive but high-value. If a NED is talking too much, missing the point, or pulling the room toward unhelpful territory — say so privately, kindly, and quickly. Most experienced NEDs welcome the feedback. The ones who don't are the wrong NED.
Evaluate annually. Both sides should be able to opt out. A formal annual conversation — "is this still working for you? Is it still working for us?" — keeps the relationship honest and gives both sides a clean exit if needed.
The right first NED or Advisor is one of the highest-leverage hires a Series A founder makes. The wrong one is two years of distraction. Choose carefully.
Bringing in Your First NED? Source Through Founders Who've Just Done It.
Helm Forums regularly place NEDs through warm member-to-member introductions. The signal quality is higher than blind NED platforms. Trial a Forum to access the network.
Explore Helm Club MembershipKey Takeaways
- Advisor and NED are different roles, despite vague language. Advisor: informal, equity-only, light. NED: formal, board seat, cash plus equity, structured engagement.
- The most common mess is the Advisor who quietly becomes a quasi-NED. Better to choose the formal structure that matches the actual engagement from day one.
- Advisor is right at earlier stages or for specific functional expertise. NED is right from Series A onward when you need a structured external voice in formal governance.
- Profile of a useful first NED: operating experience 6–24 months ahead of you, sector adjacency without direct conflict, track record of being useful at the board table, time bandwidth, personal chemistry.
- Compensation: Advisor 0.1–0.5% equity (rarely cash); NED 0.25–0.75% equity plus £15–30k cash annually at Series A scale.
- Equity-only NED arrangements drift. Cash compensation, even modest, signals real commitment and creates the right expectation on both sides.
- 70% of an Advisor or NED's value happens between formal meetings. Monthly 1:1s, ad-hoc calls, intros and warmth. Founders who don't invest in this waste most of the relationship.
- Source carefully. Founder peer networks consistently produce the strongest NED candidates through warm referrals; investor networks skew toward your investor's worldview; professional networks skew corporate.
- Run a proper process: 5–8 candidates, two-stage interview including a substantive strategic question, reference calls with founders they've worked with, formal letter of appointment.
- Evaluate annually. A formal yearly conversation about whether the relationship is still working for both sides keeps it honest and provides a clean exit route if needed.



